Be Happy
by Elizabeth Fielder
Summary: After Maxwell believes Fran to be dead, Fran asks him to make a promise that is hard for him to keep.


_I don't own any of these characters, I'm just having some fun with them. :D_

"Bye sweetie, have a good day at work." Fran gave her husband a peck on the lips and then proceeded to brush some of the lipstick away.

"Goodbye darling." Max picked up his briefcase and turned for the door. "Oh!" he said suddenly, turning back around. "You're visiting Yetta again today aren't you?"

"Yeah, why?" She began to fix his tie and collar.

He shrugged. "Just wondering. Say hello to her for me, would you?"

"Of course."

He kissed her. "I love you."

"I love you more," she replied with a wink.

Giving her one last kiss, he reluctantly left for another day of work.

Feeling in a particularly good mood, Fran went upstairs to prepare for her day.

Fran arrived home at 2:30 in the afternoon, feeling absolutely exhausted after spending the past three hours listening to her grandmother and mother argue over seemingly meaningless things. Hanging her coat in the closet she found Niles looking intently at the TV screen, obviously concerned.

"Whatcha watchin' Niles?" She made her way over to the couch to sit next to her friend.

Niles looked over at her and his face immediately went from concern to relief. "Oh thank God your home safe!"

"What? What is it?"

"Well apparently a huge car accident took place fifteen minutes ago in front of Yetta's retirement home."

Fran gave an audible gasp. "Oh my God, is anyone hurt?"

"One of the victims got away with minor injuries but the other they don't think will make it. They believe she's from Queens."

"Oh that poor girl…"

The telephone suddenly began to ring and Fran stood to pick it up. "Hello? Hi Ma. Yes, I'm fine. I know, I heard about it too. Ok. Love you too. Bye." She sighed and placed the phone back onto the table. "She gets so worried sometimes."

"Yes well, it's only because she loves you." Niles patted her arm with a smile.

"Yeah, sometimes a little too much." She gave a laugh and then yawned. "I think I'm gonna go relax in the Jacuzzi a bit."

"Alright, I have a butler's meeting and the children won't be home from school until late." Niles turned off the TV and stood up with her.

"I know, Maggie has a date, Brighton's going to a friend's house, and Gracie has ballet class. Her recital is coming up soon so it'll be a longer rehearsal than normal." She counted off each event on her fingers and then began to ascend the stairs. "Bye Niles."

"Goodbye Mrs. Sheffield." He put on his coat and walked out the door.

Max read over a contract for what seemed like the twentieth time. The air conditioning in the office of the theatre was temporarily broken and although his door was open to let the cool air from the theatre waft in, it still seemed unbearably hot. Throwing his glasses off in frustration, he stood up and left the office to check on rehearsal.

The director appeared to be giving directions to the actors while the choreographer was helping a few dancers. C.C. was sitting in a chair, apparently going over some paperwork while drinking a cup of coffee. Everyone appeared to be there, except…

Max looked around once more, and found that he was right; the writer of his play was missing. He had personally asked Mr. Dilmount to make an appearance at today's rehearsal. Making a beeline for C.C. Maxwell could feel his frustration building.

"C.C. you wouldn't happen to know where Mr. Dilmount is would you?"

C.C. looked up and gave an exasperated sigh. "His fiancé got into a car accident with another woman in front of some retirement home. He left a message about half an hour ago. The future Mrs. Dilmount should be fine but they don't think the other woman will make it. Said she's from Queens or something… didn't mention a name…Maxwell, are you alright?"

All of the color had drained from Maxwell's face and if it was at all possible, he had begun to feel even more tired and weary. Fran had gone to see Yetta at the home today…

His throat had begun to feel uncomfortably tight. "She's from… Queens you said?"

C.C. looked as though she clearly believed Maxwell to be insane. "Yes, they found an address in her wallet and…" She suddenly stopped and gasped as she realized what Max was assuming. Her hand went to her chest as she said, "Maxwell it can't be her, don't be silly…" But a look of fear was still on her face.

By now Max was pulling out his cell phone and frantically dialing the number for home. It continued to ring off the hook however and after a minute Maxwell gave up and tried again; this time he dialed Fran's cell phone.

"Damn," he muttered as Fran's voicemail played in his ear. Ending the call, he left the theatre in a hurry, leaving C.C. dumbstruck.

His mind was reeling and his stomach churned as he hailed a cab and got in. He knew that he was jumping to conclusions but he had to be absolutely sure. As the car became closer and closer to the house, a million "what if" questions raced round and round his mind.

What if Fran had been the woman whom Mr. Dilmount's fiancé had gotten into the accident with? What if she was hurt? What if she was in a coma? What if she were de--?

_Stop it! _his mind screamed in defiance. _She's probably just fine, you're over-reacting. _But no matter how much he tried to reassure himself, he could feel his body tense and his head pound as he got closer to home.

The front door seemed far away and his feet felt like lead as he exited the cab and hastily paid the driver. With all of the strength he could muster he ran into the house, desperately searching for Fran, starting on the first floor.

_Where is she?! _After failing to find her anywhere on the first floor, he began to climb the stairs to the second floor, his heart racing. When he reached their bedroom, he distinctly heard movement coming from the other side of the door. He burst in and found her in a towel, her hair down and slightly damp as she dried it with another towel. She immediately became puzzled

"Hi sweetie, what are you doing here so--"

Max pressed his lips firmly against hers, cutting her off. His hands groped along her back and she felt her knees begin to buckle with shock and the passion that Max had brought so suddenly upon her.

She pulled away and placed her hands on the sides of his face. He was weeping.

"Maxwell, what the hell is going on? What's wrong?"

He gave no reply. Fran began to search his eyes and found pain and fear. Something had scared him so bad that he was now seeking security and reassurance from her and her undying love for him. She understood that whatever it was, he now needed to feel her and know that she was there. It killed her to see him like this. He was beginning to tremble.

She kissed him and felt his hands begin to roam her body once more. He clung tightly to her as they made their way to the bed…

Fran could feel Max tighten his hold on her as she laid her head on his chest. He had relaxed a bit now but Fran could still feel that he was somewhat tense. She began to run her hand up and down his arm in an attempt to calm him down. After a few minutes, she heard him take a deep breath.

She pulled away slightly to look up at him and found him staring intently at her, love written clearly on his face. "Thank you," he whispered huskily. He brushed his lips over hers ever so softly.

Taking a chance, Fran decided to push a little and questioned, "What happened today Maxwell?" He instantly tensed up and his eyes clouded over. "Don't do that Maxwell Sheffield! Don't pull away from me!" Sitting up, her voice became firm and she took his hands in hers, pulling him upright with her. "Please Maxwell, let me help. Don't push me away."

He continued to avoid her gaze and looked down at their intertwined hands. Fran waited a moment, hoping that he would say something. When he didn't, Fran placed a single finger under his chin and lifted his eyes to meet hers.

"My Romeo," she whispered. He gave a small smile in return. She'd called him that only once before. Work had been over stressing him and to calm him she'd called him Romeo.

And just like before, it worked. He was reminded of his love for Fran and that wonderful day on the staircase. Kissing her softly, he sighed and placed her hands in his once again.

"Did you happen to hear about the accident in front of Yetta's home?"

Fran immediately began to comprehend the situation. "Oh Maxwell…"

"I did, I-I panicked. I went into panic mode. I tried calling you but apparently you were in the shower." He placed a loving hand on the side of her face. "My God Fran, I was so scared." Ever so softly he whispered, "I thought I'd lost you."

Fran leaned her forehead against his. "I'm right here Max." Fran took his arms and wrapped them around her. His grip around her immediately tightened and she felt his heart pounding against his chest. Fran knew that he needed to feel her in order to actually realize that she was safe.

Somehow Fran had known that a day like this would come. A day in which something would happen that would scare Max so bad that he'd come rushing to find her in a state of panic. She knew that Sara's death was the root of his fear of losing her. It wasn't the first time that something like this had happened, but it hadn't been so bad.

Max had fallen into such a deep depression after Sara had passed away that it killed Fran to think about it. Pain was something he didn't deal with well at all.

A thought that Fran hadn't thought about before entered her mind. What if Max fell into that same deep, dark, depression he'd fallen into with Sara's passing once Fran herself passed on? What if he withdrew from the children again, and from Niles? She couldn't stand it… What if it was a repeat of Sara's death? What if he refused to marry again, to be happy again?

She had to say something, it was killing her…

"Max?" she said into his chest.

"Yes darling?" His voice was quiet.

Pulling away from him, she looked him in the eye. "Max, listen to me. Don't interrupt me until I've finished alright?" After he nodded, Fran took a deep, shuddery breath before beginning.

Max, I know that this is going to be hard for you to talk about, but I-I really need you to listen to me. When Sara died, you were very distraught, and you had every right to be. But… you also became distant with everyone around you, with those who loved you." He began to look angry. "I'm not blaming you Maxwell, not at all, don't take it that way." His face softened so Fran continued. "Max, you don't deal with pain easily. It's hard, I know. Sara's death was very hard on you.

"Now, first I want you to understand that there is nothing wrong with me, I am in perfect health, understand?" Max looked puzzled but nodded all the same. "Max… if I, happen to go first…" She looked down at her hands. "If I go first, I don't want you to wait for happiness with someone else…"

"Fran…"

"Maxwell let me finish!" She was holding back sobs with great difficulty. "Don't mourn for me. At least not for long. Don't distance yourself from our children, don't _wait! _Please Maxwell, don't draw away like you did after Sara's death! All I want is for you to be happy, don't make a mistake and repeat your actions, be happy, please _be happy!_" She was practically begging him, weeping openly now.

"Fran…"

"Don't hurt Maxwell, don't hurt for me! I don't want you in pain over me, I can't stand it… Please Maxwell… please…" She collapsed into his arms as he held her tightly, now crying himself.

He completely understood the reason for her actions but it was extremely difficult for him to think about it. Being with someone other than Fran? It boggled his mind. How could he learn to love someone other than Fran, who had brought so much light back into his life?

But she wanted him to learn to love again. She wanted him to be happy.

"Promise me Maxwell," she whispered. "Promise me…please?"

She continued repeating her request until Max worked up the courage to respond. He closed his eyes tight, tightened his arms around her, and said through his tears, "I promise Fran. I promise."

Knowing that he couldn't lie to her, Fran believed him and continued to sob quietly into his neck, clinging tightly to him.

Max wept with her, knowing that what she was asking was serious and would be a difficult promise for him to keep for it pained him. But for Fran, he'd do it. He would do his hardest to keep it.

"I love you…so much, Fran," he whispered. Kissing her temple, he buried his head into her dark hair, overcome with emotion.

Fran's eyes closed as she relaxed a little at her husband's loving words. A soft smile appeared through her tears. "I love you more."

He pulled back and looked into her brown, tear filled eyes. "That, my darling, is utterly impossible."

Smiling a bit wider, she wiped away a tear as it trickled down his cheek, and kissed him soundly.


End file.
